Transactional business lawyers within the American legal system, as well as many others across the globe, are continually involved in negotiating contracts on behalf of their clients. Often times the financial values involved in the contracts is significant, for example, in the tens or hundreds of millions of dollars. In negotiating these contracts, the business lawyers are under intense time pressure to make deals happens, while also protecting the best interests of their clients.
To facilitate these high-stakes negotiations, lawyers often seek to look at previous contracts or particular provisions of previous contracts as precedents. These precedents are valuable not only for teaching lawyers contractual alternatives, but also for use as leverage in negotiations. For example, one side in a negotiation may argue that a particular indemnity clause is unconventional and the other side may argue that a particular termination clause is conventional. In either case, one side or the other may want to use precedent to support their arguments and gain a concession from the other. Unfortunately, even in law firms with a long history of negotiating high-stakes contracts, finding and leveraging available and relevant contractual or agreement precedent can be time consuming and labor intensive.
Accordingly, the present inventors identified a need for better ways of researching contractual precedents.